FINANCIAL INSTITUTIONS INC
For the period ended Sep 30, 2025. Filed Nov 3, 2025.
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Sep 30, 2025 · Filed Nov 3, 2025
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Unregistered Sales of Equity Securities and Use of Proceeds
ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds
In September 2025, the Board approved a share repurchase program for up to 1,006,379 shares of its common stock, or approximately 5% of the Company’s then outstanding common shares. The new share repurchase program replaced and terminated the prior share repurchase program authorized by the Board in June 2022. The program will expire at the earlier of the completion of all share repurchases or a Board vote to retire the program.
The Company’s repurchases of its common stock during the third quarter of 2025 were as follows:
| Issuer Purchases of Equity Securities | ||||
|---|---|---|---|---|
| Period | Total Number of Shares Purchased | Average Price Paid Per Share | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs |
| July 1, 2025 – July 31, 2025 | — | $— | — | 1,006,379 |
| August 1, 2025 – August 31, 2025 | — | — | — | 1,006,379 |
| September 1, 2025 – September 30, 2025 | — | — | — | 1,006,379 |
| Total | — | $— | — | 1,006,379 |
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